Briesemeister Nathan Edward 4

What Happened Nathan Edward Briesemeister, VP, Controller & CAO of Asbury Automotive Group (ABG), received 254 shares on March 5, 2026 as the vesting/conversion of performance share units (PSUs). The shares were issued at $0 (award). Concurrently, 25 shares were withheld to satisfy tax withholding obligations; those withheld shares were recorded as a disposition at $212.48 per share for a total tax withholding of $5,312.

Key Details

• Transaction dates: March 5, 2026 (vesting/conversion and tax-withholding).
• Award: 254 shares issued at $0. (Represents one-third of PSUs granted February 19, 2025 upon certification of performance goals.)
• Tax withholding (Disposition code F): 25 shares withheld at $212.48 = $5,312.
• Shares owned after the transaction: not reported in this filing.
• Filing: Form 4 filed March 9, 2026 (timely within the SEC reporting window).
• Footnotes: F1 explains the PSUs and vesting schedule (one-third vested on 3/5/2026, remaining thirds vest 2/19/2027 and 2/19/2028). F2 explains the withheld shares were used to pay taxes on vesting.

Context This was an equity award vesting (not an open‑market purchase or a sale). The 254 shares reflect PSUs converting into common stock after the company certified performance objectives; withholding of shares to cover taxes is a routine administrative disposition and does not imply a voluntary sale by the insider.